crnc-exfilingfees

crnc-exfilingfees_32.htm

Exhibit 107

Calculation of Filing Fees Table

Form S-8

(Form Type)

Cerence Inc.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities

Security Type	Security Class Title	Fee Calculation Rule	Amount Registered ⁽¹⁾	Proposed Maximum Offering Price Per Share ⁽²⁾		Maximum Aggregate Offering Price		Fee Rate		Amount of Registration Fee
Equity	Common Stock, $0.01 par value per share	Other ⁽²⁾	1,174,871⁽³⁾	$	63.77	$	74,921,523		0.0000927	$	6,945
Total Offering Amounts					-	$	74,921,523		-	$	6,945
Total Fees Previously Paid					-		-		-	$	-
Total Fee Offsets					-		-		-	$	-
Net Fee Due					-		-		-	$	6,945

(1)

Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall be deemed to cover any additional shares of the Registrant’s Common Stock (“Common Stock”) that become issuable under the above listed plan by reason of any stock dividend, stock split, recapitalization or similar transaction effected without the Registrant’s receipt of consideration that results in an increase in the number of the outstanding shares of Common Stock.

(2)

Estimated solely for the purpose of computing the registration fee and based on the average high and low sale prices of the Common Stock as reported on the Nasdaq Global Select Market on February 1, 2022 in accordance with Rule 457(c) under the Securities Act.

(3)

Represents an automatic increase to the number of shares of Common Stock available for issuance under the Registrant’s 2019 Equity Stock Plan, or Stock Plan, in accordance with the automatic annual increase provisions of the Stock Plan, effective as of January 1, 2022.